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HomeMy WebLinkAbout4331 Resolution - WA ST AGs Distributors Settlement Agreement - Pharmacy RESOLUTION NO.4331 A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, AUTHORIZING THE INTERIM CITY MANAGER TO SIGN SETTLEMENT PARTICIPATION FORMS FOR THE WASHINGTON OPIOID SETTLEMENTS WITH(1)WALGREENS,(2)CVS,(3)WALMART,(4)TEVA, AND (5) ALLERGAN ALONG WITH ANY OTHER DOCUMENTS REQUIRED TO COMPLETE PARTICIPATION IN THE SETTLEMENT; AND FURTHER AUTHORIZES THE INTERIM CITY MANAGER TO EXECUTE THE ALLOCATION AGREEMENT AND PARTICIPATION FORMS. WHEREAS,the people of the State of Washington and its communities have been harmed by entities within the Pharmaceutical Supply Chain who manufacture, distribute, and dispense prescription opioids; and WHEREAS, certain Local Governments, through their elected representatives and counsel, are engaged in litigation seeking to hold these entities within the Pharmaceutical Supply Chain of prescription opioids accountable for the damage they have caused to the Local Governments; and WHEREAS, Local Governments and elected officials share a common desire to abate and alleviate the impacts of harms caused by these entities within the Pharmaceutical Supply Chain throughout the State of Washington, and strive to ensure that principles of equity and equitable service delivery are factors considered in the allocation and use of Opioid Funds; and WHEREAS, certain Local Governments engaged in litigation and other cities, such as the City of Pasco and counties in Washington,wish to become"Participating Local Governments"by agreeing on a form of allocation for Opioid Funds they receive from entities within the Pharmaceutical Supply Chain; and WHEREAS, the City Council of the City of Pasco is vested with the authority to sue and be sued in courts and all proceedings and is also vested with authority to contract pursuant to RCW 35A.11; and WHEREAS, the City of Pasco entered into the One MOU on May 27, 2022, as a Participating Local Government bound by the distribution allocation as described in Exhibit A of the One MOU; and WHEREAS, the Washington State Attorney General is involved in litigation with (1) Walgreens, (2) CVS, (3) Walmart, (4) Teva, and (5) Allergan ("Settling Distributors"); and WHEREAS, the Attorney General's Distributors Washington Settlement Agreement has added additional funds to the Global Settlement including the previously negotiated One MOU with Keller Rohrback; and Resolution—Washington Opioid Settlements with (1)Walgreens, (2) CVS, (3)Walmart,(4) Teva, and(5)Allergan- 1 WHEREAS, the total Washington Abatement Amount is $434,000,000; and WHEREAS, by entering into the Attorney General's negotiated Distributors Washington Settlement Agreement, the Local Governments and State Government agree to split 50/50 the Washington Abatement Amount with the Local Governments share being distributed in accordance with the Allocation Agreement previously negotiated with Keller Rohrback in the One MOU; and WHEREAS, by entering into this Agreement, the Settling Distributors admit no fault or wrong-doing and the Local Governments agree to dismiss with prejudice the current litigation against them. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO, WASffiNGTON: That the City Council of the City of Pasco approves the terms and conditions of the Washington Opioid Settlements with (1) Walgreens, (2) CVS, (3) Walmart, (4) Teva, and (5) Allergan Agreement between Washington State, the Participating Local Jurisdictions and the Settling Distributors; a copy of which is attached hereto and incorporated herein by reference as Exhibit B; and Be It Further Resolved that in order to fully execute this Agreement, the City Council of the City of Pasco further resolves to authorize the Interim City Manager to sign all necessary documents for that purpose including the Participation Forms, copies of which are attached hereto and incorporated herein by reference as Exhibit C, and Be It Further Resolved,that this Resolution shall take effect immediately. ouncil of the City of Pasco,Washington this 3rd day of April, 2023. Blanche Barajas Mayor ATTEST: APPROVED AS TO FORM: . �..—-�� Debra Barham, CMC Kerr Ferg aw, PLLC City Clerk City rneys Resolution—Washington Opioid Settlements with (1)Walgreens, (2) CVS, (3)Walmart, (4)Teva, and(5)Allergan-2 DocuSign Envelope ID:4481C543-1161-465A-B229-A1A1965A96C1 New National Opioids Settlements: Teva, Allergan, CVS, Walgreens, and Walmart Opioids Implementation Administrator opi _� ,c> ���rubrrs.�� � Ellensburg city, WA Reference Number: CL-393436 TO LOCAL POL/T/CAL SUBD/V/SIONS AND SPEC/AL D/STR/CTS: YOU MUST TAKE ACTION IN ORDER TO PARTICIPATE IN FIVE NEW OPIOID 5 ETTLE M E NTS Dead/ine:April I8, 2023 Five new proposed national opioid settlements ("Settlements") have been reached with Teva, Allergan, CVS, Walgreens, and Walmart ("Settling Defendants"). These new Settlements are in addition to the prior settlement with the opioid distributors, and you will need to sign new settlement documents to join. The Washington Attorney General's Office strongly encourages you to join these new Settlements. As with the opioid distributor settlement, half of the Washington share of the settlement proceeds will be directed to Washington local governments for you to make decisions on how to remediate the opioid crisis in your communities. The Settlements are contingent on a very high percentage of Washington cities and counties joining the Settlements. If you do not join, the Settlements may not be finalized. Even if enough cities and counties join so that the Settlements are finalized, your refusal to join would still substantially lessen the amount Washington receives. The deadline for joining the Settlements by signing the required documents is Tuesday, April 18, 2023. How to join the settlements In the electronic envelope attached to this email, you will find the documents that your local government needs to execute. Please sign these documents and return them to the Implementation Manager: • Participation Forms for the (1) Teva, (2) Allergan, (3) CVS, (4) Walgreens, and (5) Walmart settlements, which include a release of any claims. To join the Settlements, you need to sign and submit each of these Participation Forms. � Allocation Agreement ll. This is an agreement between the State and Washington local governments to split the settlement proceeds for these five Settlements, with 50% going to the State and 50% going to the local governments. The local government share then will be split based on the One Washington Memorandum of Understanding, which is attached to the Allocation Agreement II. DocuSign Envelope ID:4481C543-1161-465A-B229-A1A19B5A96C1 You can return the executed Participation Forms and Allocation Agreement ll to the Implementation Administrator in one of the following ways: . (1) Electronic Signature via DocuSign: Exe�uting the Participation Forms and Allocation Agreement lI electronically through DocuSign will return the signed forms to the Implementation Administrator and associate your forms with your subdivision's records. Electronic signature is the most efficient method for returning the documents and is strongly encouraged. (2) Manual Signature returned via DocuSign: DocuSign allows forms to be downloaded, signed manually, then uploaded to DocuSign and returned automatically to the Implementation Administrator. Please be sure to complete all fields. (3) Manual Signature returned via electronic mail: If your subdivision is unable to use DocuSign, the signed Participation Forms and Allocation Agreement ll may be returned via electronic mail to c7�_ }ss�� _ r;; _ .�_ Please include the name, state, and reference ID of your subdivision in the body of the email and use the subject �ine Settlement Participation Forms - [Subdivision Name, Subdivision State] - [Reference ID]. Detailed instructions on how to sign and return the Participation Forms, including changing the authorized signer, can be found at https:llnationalapioidsettlement.com. You may also contact o��ioids��artic�ation��rubris.cam_ The Participation Form for each settlement must be executed, without alteration, and submitted on or before April 18, 2023, in order for your subdivision to be considered for initial participation calculations and payment eligibility. How to learn mor� al�out these settlements This AGO press release has information on the five new Settlements and estimates of Washington's settlement share if the settlements are finalized, all eligible Washington local governments join, and all conditions are met: https:ll��v -�.wa._oc� vine_��slnews-r� _ ._ �; � c;.,� _ _�awsuits-against- three-nati�.,�.._=pharmacy-c ��_s-the . . o e. Additionally, the AGO is coordinating with WSAC and AWC to host informational meetings about the settlements in February 2023, and more information on those meetings will follow. You also may wish to consult with your own legal counsel. If you have questions about this communication or the settlements, please contact Jeff Rupert, the Division Chief for the AGO's Complex Litigation Division, at 206-389- 2116 or leffrey.RupertC��` . The AGO will be monitoring the sign-on progress and encouraging all eligible local governments in Washington to join. DocuSign EnvelopelD:4481C543-7161-465A-6229-A1A19B5A96C1 Information and documents regarding the New National Opioid Settlements can be found on the national settlement website at https://nationalopiaidsettlement.com/. What are the next steps after the April 18, 2023 deadline? Based upon subdivision participation forms received on or before April 18th, the subdivision participation rate will be used to determine whether participation for each deal is sufFicient for the settlement to move forward and whether a state earns its maximum potential payment under the settlement. If the settlement moves forward, your release will become effective. If a settlement does not move forward, that release will not become effective. Any subdivision that does not participate cannot directly share in the settlement funds, even if the subdivision's state is settling and other participating subdivisions are sharing in settlement funds. Any subdivision that does not participate may also reduce the amount of money for programs to remediate the opioid crisis in its state. Please note, a subdivision will not necessarily directly receive settlement funds by participating; decisions on how settlement funds will be allocated within a state are subject to intrastate agreements or state statutes. If the Settlements are finalized, the payment terms and payment schedule for the settlement proceeds is specified in each Settlement. The sign-on period for subdivisions ends on April 18, 2023. Thank you, National Opioids Settlements Implementation Administrator The Implementation Administrator is retained to provide the settlement notice required by the respective settlement agreements referenced above and t�'manage the collection of settlement participation forms for each settlement. EI�IIBIT K Subdivision and Special District 5ettlement Particination Form Governmental Entity: State: Authorized Si atory: Address 1: Address 2: City, 5tate,Zip: Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated November 22, 2022 ("Allergan Senlement"), and acting through the undersigned authorized official, hereby elects to participate in the Allergan Settlement,release all Released Claims against all Released Entiries, and agrees as follows. 1. The Governmental Entity is aware of and has reviewed the Allergan Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Allergan Settlement as provided therein. 2. Following the execution of this Settlement Participation Form, the Governmental Entity shall comply with Section III.B of the Allergan Settlement regarding Cessation of Litigation Activities. 3. The Governmental Entity shall, within fourteen (14) days of the Reference Date and prior to the filing of the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the MDL Plaintiffs' Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at htt�, _ ���ic�nalo�io��_ W�t..com. 4. T'he Governmental Entity agrees to the terms of the Allergan Settlement pertaining to Subdivisions and Special Districts as defined therein. 5. By agreeing to the terms of the Allergan Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date. 6. The Governmental Entity agrees to use any monies it receives through the Allergan Settlement solely for the purposes provided therein. 1 �� � � , 7. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in,the Allergan Settlement. 8. The Governmental Entity has the right to enforce the Allergan Settlement as provided therein. 9. The Governmental Entity, as a Participating Subdivision or Participating Special District, hereby becomes a Releasor for all purposes in the Allergan Settlement, including, but not limited to, all provisions of Section V (Release), and along with all deparhnents, agencies, divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity whether elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist in bringing, or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Allergan Settlement are intended to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Allergan Settlement shall be a complete bar to any Released Claim. 10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision or Participating Special District as set forth in the Allergan Settlement. 11. In connecrion with the releases provided for in the Allergan Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code,which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing pariy does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if lrnown, would materially affect the Governmental Entities' decision to participate in the Allergan Settlement. 12.Nothing herein is intended to modify in any way the terms of the Allergan Settlement, to which the Governmental Entity hereby agrees. To the extent this Settlement Participation Form is interpreted differently from the Allergan Settlement in any respect, the Allergan Settlement controls. 2 � �� 0• I have all necessary power and authorization to execute this Settlement Participation Form on behalf of the Governmental Entity. Signature: Name: Title: Date: 3 0 � 0. „EX ��� Subdivision Particia tion and Release Form Governmental Entity: State: Authorized Signatory: Address 1: Address 2: City, State,Zip: Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated December 9,2022("CYS Settlement"), and acting through the undersigned authorized official, hereby elects to participate in the CVS Settlement, release all Released Claims against all Released Entities,and agrees as follows. 1. The Governmental Entity is aware of and has reviewed the CVS Settlement,understands that all terms in this Participation and Release Form have the meanings defined therein, and agrees that by executing this Participation and Release Form, the Governmental Entity elects to participate in the CVS Settlement and become a Participating Subdivision as provided therein. 2. The Governmental Entity shall promptly, and in any event no later than 14 days after the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs' Executive Committee to execute and file on behalf of the Governmental Entity a Stipularion of Dismissal with Prejudice substantially in the form found at 3. The Governmental Entity agrees to the terms of the CVS Settlement pertaining to Participating Subdivisions as defined therein. 4. By agreeing to the terms of the CVS Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date. 5. The Governmental Entity agrees to use any monies it receives through the CVS Settlement solely for the purposes provided therein. 1 �� � � , 6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in, the CVS Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in,the CVS Settlement. 7. The Governmental Entity has the right to enforce the CVS Settlement as provided therein. 8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the CVS Settlement, including without limitation all provisions of Section XI (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental - Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the CVS Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The CVS Settlement shall be a complete bar to any Released Claim. 9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the CVS Settlement. 10. In connection with the releases provided for in the CVS Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code,which reads: General Release; eztent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released P�3'• A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims,but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist,whether through ignorance,oversight,error,negligence or through no fault whatsoever, and which, if lrnown, would materially affect the Governmental Entities' decision to participate in the CVS Settlement. 2 � �0 0• 11.Nothing herein is intended to modify in any way the terms of the CVS Settlement, to which Governmental Entity hereby agrees. To the extent this Participation and Release Form is interpreted differently from the CVS Settlement in any respect,the CVS Settlement controls. I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity. Signature: Name: Title: Date: 3 � � �. Eghi it K Subdivision and S ecial Di trict ttl ment Partici ation Form Governmental Entity: State: Authorized Signatory: Address 1: Address 2: City, State,Zi : Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated November 22, 2022 ("Teva Settlement"), and acting through the undersigned authorized official, hereby elects to participate in the Teva Settlement, release all Released Claims against all Released Entities, and agrees as follows. 1. The Governmental Entity is aware of and has reviewed the Teva Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entiiy elects to participate in the Teva Settlement as provided therein. 2. Following the execution of this Settlement Participation Form, the Governmental Entity shall comply with Section III.B of the Teva Settlement regarding Cessation of Litigation Activities. 3. The Governmental Entity shall,within 14 days of the Reference Date and prior to the filing of the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs' Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at . 4. The Governmental Entity agrees to the terms of the Teva Settlement pertaining to Subdivisions as defined therein. 5. By agreeing to the terms of the Teva Settlement and becoming a Releasor,the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date. 6. The Governmental Entity agrees to use any monies it receives through the Teva Settlement solely for the purposes provided therein. 7. The Governmental Enrity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in,and for resolving disputes to the extent provided in,the Teva Settlement. 1 0: 0 � , 8. The Governmental Entity has the right to enforce the Teva Settlement as provided therein. 9. The Governmental Entity, as a Participating Subdivision or Participating Special District, hereby becomes a Releasor for all purposes in the Teva Settlement, including but not limited to all provisions of Section V {Release}, and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entiry claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Teva 5ettlement are intended by Released Entitles and the Governmental Entity to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Teva Settlement shall be a complete bar to any Released Claim. 10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision or Participating Special District as set forth in the Teva Settlement. 11. In connection with the releases provided for in the Teva Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code,which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities' decision to participate in the Teva Settlement. 12. Nothing herein is intended to modify in any way the terms of the Teva Settlement, to which Governmental Entity hereby agrees. To the extent this Election and Release is interpreted differently from the Teva Settlement in any respect,the Teva Settlement controls. 2 � '0 0 I have all necessary power and authorization to execute this Election and Release on behalf of the Governmental Entity. Signature: Name: Title: Date: 3 0 � � EXHIBIT K Subdivision Participation and Release Form Governmental Entity: State: Authorized Si atory: Address 1: Address 2: Ci , State,Zi : Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated December 9, 2022 {"Walgreens Settlement"), and acting through the undersigned authorized official, hereby elects to participate in the Walgreens Settlement, release all Released Claims against all Released Entities, and agrees as follows. 1. T'he Govemmental Entity is aware of and has reviewed the Walgreens Settlement, understands that all terms in this Participation and Release Form have the meanings defined therein, and agrees that by executing this Participation and Release Form,the Governmental Entity elects to participate in the Walgreens Settlement and become a Participating Subdivision as provided therein. 2. The Governmental Entity shall promptly, and in any event no later than 14 days after the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs' Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal with Prejudice substantially in the form found at �nati�nalc��iaidsctticn�ent.com. 3. The Governmental Entity agrees to the terms of the Walgreens Settlement pertaining to Participating Subdivisions as defined therein. 4. By agreeing to the terms of the Walgreens 5ettlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payxnents beginning after the Effective Date. 5. The Governmental Entity agrees to use any monies it receives through the Walgreens Settlement solely for the purposes provided therein. 1 0� 0 0 , 6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in, the Walgreens Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Walgreens Settlement. 7. The Governmental Enrity has the right to enforce the Walgreens Settlement as provided therein. 8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Walgreens Settlement, including without limitation all provisions of Section XI (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other enrity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Walgreens Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Walgreens Settlement shall be a complete bar to any Released Claim. 9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Walgreens Settlement. 10. In connection with the releases provided for in the Walgreens Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code,which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities' decision to participate in the Walgreens Settlement. 2 � �� . 0• 11. Nothing herein is intended to modify in any way the terms of the Walgreens Settlement, to which Governmental Entity hereby agrees. To the extent this Participation and Release Form is interpreted differently from the Walgreens Settlement in any respect, the Walgreens Settlement controls. I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity. Signature: Name: Title: Date: 3 � � 0. EXHIBIT K Subdivision Partici�ation Form Governmental Entity: State: Authorized Official: Address 1: Address 2: Ci , State,Zip: Phone: Email: The governmental entity identified above("Governmental Entity"),in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated November 14,2022("Walmart Settlement"), and acting through the undersigned authorized official,hereby elects to participate in the Walmart Settlement,release all Released Claims against all Released Entities, and agrees as follows. 1. The Governmental Entity is aware of and has reviewed the Walmart Settlement,understands that all terms in this Election and Release have the meanings defined therein,and agrees that by this Election,the Governmental Entity elects to participate in the Walmart Settlement and become a Participating Subdivision as provided therein. 2. The Governmental Entity shall promptly,and in any event within 14 days of the Effective Date and prior to the filing of the Consent Judgment,dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation,MDL No. 2804,the Governmental Entity authorizes the Plaintiffs' Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal With Prejudice substantially in the form found at htt�s://nationalo�ioidsettlement.com/. 3. The Governmental Entity agrees to the terms of the Walmart Settlement pertaining to Subdivisions as defined therein. 4. By agreeing to the terms of the Walmart Settlement and becoming a Releasor,the Governmental Entity is entitled to the benefits provided therein, including,if applicable, monetary payments bea nning after the Effective Date. 5. The Governmental Entity agrees to use any monies it receives through the Walmart 5ettlement solely for the purposes provided therein. 1 �• � � . 6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in,the Walmart Settlement. 7. The Governmental Entity has the right to enforce the Walmart Settlement as provided therein. 8. The Governmental Entity, as a Participating Subdivision,hereby becomes a Releasor for all purposes in the Walmart Settlement,including but not limited to all provisions of Section X (Release), and along with all departments, agencies,divisions,boards, commissions,districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency,person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor,provides for a release to the fullest extent of its authority.As a Releasor,the Governmental Entity hereby absolutely,unconditionally, and irrevocably covenants not to bring,file, or claim,or to cause,assist or permit to be brought,filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Walmart Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Walmart Settlement shall be a complete bar to any Released Claim. 9. In connection with the releases provided for in the Walmart Settlement,each Governmental Entity expressly waives,releases, and forever discharges any and all provisions,rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law,which is similar, comparable,or equivalent to § 1542 of the California Civil Code,which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her,would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims,but each Governmental Entity hereby expressly waives and fully, finally, and forever settles,releases and discharges, upon the Effective Date,any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist,whether through ignorance,oversight, error, negligence or through no fault whatsoever, and which, if known,would materially affect the Governmental Entities' decision to participate in the Walmart Settlement. 10. Nothing herein is intended to modify in any way the terms of the Walmart Settlement,to which Governmental Entity hereby agrees. To the extent this Election and Release is interpreted differently from the Walmart Settlement in any respect,the Walmart Settlement controls. 2 � �� : 0• I have all necessary power and authorization to execute this Election and Release on behalf of the Governmental Entity. Signature: Name: Title: Date: 3 � � 0.